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Podravka d.d. Management Reports 2021

Apr 30, 2021

2084_rns_2021-04-30_6a23c7ae-3fd7-467e-b7e0-db7a29428670.pdf

Management Reports

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PODRAVKA Inc. Ante Starčević Str. No 32 48000 Koprivnica

Ticker: PODR-R-A ISIN: HRPODRRA0004 LEI: 549300TMC6BYESPQ7W85 Home Member State: Croatia Regulated market segment: Prime Market of the Zagreb Stock Exchange

Koprivnica, April 30th 2021

  • - ZAGREB STOCK EXCHANGE
  • - CROATIAN FINANCIAL SERVICES SUPERVISORY AGENCY
  • - CROATIAN NEWS AGENCY
  • - COMPANY WEB SITE

Re: Sessions of the Management Board and Supervisory Board of PODRAVKA Inc. held – Notice

Pursuant to the provisions of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of April 16th 2014 on market abuse (Market Abuse Regulation), the Capital Market Law and the Stock Exchange Rules, we hereby notify that the sessions of the Management Board and Supervisory Board of PODRAVKA Inc. were held on April 30th 2021 and audited Financial Statements of PODRAVKA Group (consolidated) and PODRAVKA Inc. (non-consolidated) for 2020 and the Proposal of decision on the profit allocation of PODRAVKA Inc. for the year 2020 were established which are enclosed to this Notice.

On the same day, unaudited Financial Statements of PODRAVKA Group (consolidated) and PODRAVKA Inc. (non-consolidated) for 1.1.-31.3.2021 were established.

The mentioned Financial Statements will be published at the Zagreb Stock Exchange, HANFA, HINA and the Company web site.

PODRAVKA Inc.

No: SB-29-1-2021. Koprivnica, 30th April 2021

Pursuant to Articles 300.c and 300.d of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15 and 40/19) and Article 4 of the Rules of Procedure of the Company Supervisory Board, the Supervisory Board of PODRAVKA Inc. at its 29th session held on 30th April 2021, adopted the following

DECISION on the Approval to Decision of Management Board of PODRAVKA Inc., No: MB-91-2021 of 30th April 2021

I

The Approval is hereby given to Decision of Management Board of PODRAVKA Inc., No: MB-91-2021 on establishing of the Annual Financial Statements of PODRAVKA Inc. and Annual Report on the Status of the Company for the year 2020.

II

Decision of the Management Board of PODRAVKA Inc. No: MB-91-2021 of 30th April 2021 is attached to this Decision and makes its integral part.

III

This Decision shall enter into force on the day of its adoption.

President of the Supervisory Board:

Želimir Vukina, v.r.

MANAGEMENT BOARD

No: MB-91-2021. Koprivnica, 30th April 2021

Pursuant to Articles 250.a, 300.a and 300.b of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15, 40/19), Article 21 of the Articles of Association of PODRAVKA Inc. and Article 4 of the Rules of Procedure of the Management Board of PODRAVKA Inc., the Management Board of PODRAVKA Inc. at its 159th session held on 30th April 2021 adopted the following

DECISION

on establishing of the Annual Financial Statements of PODRAVKA Inc. and Annual Report on the Status of the Company for the year 2020

I

The annual financial statements of PODRAVKA Inc. (No. 03454088, PIN 18928523252) for the year 2020 as prepared by the Management Board of PODRAVKA Inc., with the Report of certified auditors are hereby established and make the attachment to this Decision.

II

The annual financial statements for the year 2020 from article I of this Decision consists of:

    1. Statement of financial position (Balance sheet)
    1. Statement of profit and loss
    1. Statement of other comprehensive income
    1. Statement of cash flow
    1. Statement of changes in equity
    1. Notes to financial statements
    1. Annual Report of the Management Board on the Status of the Company
    1. Report on performed audit of the independent auditor Ernst&Young Ltd.

III

The Statement of profit and loss for the year 2020 is established and shows net profit in the amount of HRK 193.832.036,11.

The Statement of financial position as of 31 December 2020 shows the sum of assets in the amount of HRK 3.056.637.154,02.

IV

The annual financial statements for the year 2020 from article I of this Decision, prepared by the Management Board of PODRAVKA Inc., shall be submitted to Supervisory Board of PODRAVKA Inc. for examination and approval.

President of the Management Board:

PhD Martina Dalić, v.r

No: SB-29-2-2021. Koprivnica, 30th April 2021

Pursuant to Articles 300.c and 300.d of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15 and 40/19) and Article 4 of the Rules of Procedure of the Company Supervisory Board, the Supervisory Board of PODRAVKA Inc. at its 29th session held on 30th April 2021, adopted the following

DECISION on the Approval to Decision of Management Board of PODRAVKA Inc., No: MB-92-2021 of 30th April 2021

I

The Approval is hereby given to Decision of Management Board of PODRAVKA Inc., No: MB-92- 2021 on establishing of the Annual Financial Statements of PODRAVKA Inc. and its related companies and Annual Report on the Status of the Company and its related companies for the year 2020.

II

Decision of the Management Board of PODRAVKA Inc. No: MB-92-2021 of 30th April 2021 is attached to this Decision and makes its integral part.

III

This Decision shall enter into force on the day of its adoption.

President of the Supervisory Board:

Želimir Vukina, v.r.

MANAGEMENT BOARD

No: MB-92-2021. Koprivnica, 30th April 2021

Pursuant to Articles 250.b, 300.a and 300.b of the Company Act (Official Gazette no. 152/11.-clear version, 111/12, 68/13, 110/15 and 40/19), Article 21 of the Articles of Association of PODRAVKA Inc. and Article 4 of the Rules of Procedure of the Management Board of PODRAVKA Inc., the Management Board of PODRAVKA Inc. at its 159th session held on 30th April 2021 adopted the following

DECISION

on establishing of the Annual Financial Statements of PODRAVKA Inc. and its related companies and Annual Report on the Status of the Company and its related companies for the year 2020

I

The consolidated annual financial statements of PODRAVKA Inc. and its related companies for the year 2020 as prepared by the Management Board of PODRAVKA Inc., with the Report of certified auditors are hereby established and make the attachment to this Decision.

II

The consolidated annual financial statements for the year 2020 from article I of this Decision consist of:

    1. Statement of financial position (Balance sheet)
    1. Statement of profit and loss
    1. Statement of other comprehensive income
    1. Statement of cash flow
    1. Statement of changes in equity
    1. Notes to financial statements
    1. Annual Report of the Management Board on the Status of the Company and its related companies
    1. Report on performed audit of the independent auditor Ernst&Young Ltd.

III

The Statement of profit and loss for the year 2020 is established and shows net profit in the amount of HRK 248.933.877,83.

The Statement of financial position as of 31 December 2020 shows the sum of assets in the amount of HRK 4.940.647.591,01.

IV

The consolidated annual financial statements for the year 2020 from article I of this Decision, prepared by the Management Board of PODRAVKA Inc., shall be submitted to Supervisory Board of PODRAVKA Inc. for examination and approval.

President of the Management Board:

PhD Martina Dalić, v.r.

No: SB-29-3-2021. Koprivnica, 30th April 2021

In accordance with Articles 263 par 3 and 280 par 3 of the Company Law (Official Gazette No 152/11 – clear version, 111/12, 68/13,110/15 and 40/19) and Article 4 of the Rules of Procedure of the Company Supervisory Board, the Supervisory Board of PODRAVKA Inc. on its 29th session held on 30th April 2021, adopted the following

DECISION PROPOSAL on profit distribution of PODRAVKA Inc. for the year 2020

I

It is determined that net profit of PODRAVKA Inc., M.B. 03454088, PIN 18928523252 (hereinafter: the Company) for the year 2020 stated in the audited annual financial statements of the Company, amounts to HRK 193.832.036,11.

II

The net profit of the Company for year 2020 from article I of this Decision shall be allocated as follows: - legal reserves in the amount of HRK 9.691.601,81.

III

It is approved that dividend to shareholders of the Company, owners of ordinary shares under the ticker PODR-R-A, shall be paid out in the gross amount of HRK 9.00 (nine kunas) per share.

Dividend shall be paid out to all shareholders that are registered as shareholders at the Central Depository & Clearing Company Inc. on July 29th 2021 (record date).

Date on which securities of the Company will be traded without dividend payment right is July 28th 2021 (ex date).

Dividend payment claim will be due on August 27th 2021 (payment date).

IV

After the net profit of the Company has been allocated in accordance with articles II and III of this Decision Proposal, the remaining part of net profit shall be transferred to other reserves.

The amount of dividend accounted for the Company's treasury shares shall be retained in undistributed profit.

V

This Decision Proposal will be submitted to the General Assembly of the Company.

President of the Supervisory Board:

Želimir Vukina, v.r.